EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have the Plan Warrant
States Inc.
A. September confirmed
Capitalized
the or
in
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17 2004 by
the
Agreement
Court
for
Second
Joint
Plan of Reorganization
related to
22 2004
the
United
Bankruptcy
the
District
of Arizona represents
Case No.
00-13035-PHX-RTB
and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
and
The Undersigned
5.9
that
they have
received and have
Agreement
the
the
the Section
restrictions
Implementation documents.
Agreement
opportunity
ask questions regarding
terms
of these
B.
Each
Issuer the
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized
in
under
Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan
defined
the Plan
and governed
in
accordance
Plan
Agreement.
C.
The Undersigned the Execution
the other of
their 5.9
Don Adams Agreement and
unless an issued
hereby
to
tenders
this
Execution
Corporation
to Certificate
Warrant
as
Acceptance
Issuer
and
Effective
Delivery
Agreement Agent
to for
all
Visitalk
Capital
an
and
is
as
the Implementation
also
Issuers Plan
executed
in
Election Entry form.
Agreement
Execution
attached
hereby
all
elects
have
Warrants
Book
Finally
the
Agreement
accepts
the
terms
of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary
Agreement
legal
its
has
been
duly executed
by an authorized Undersigned
or representative Execution
Undersigned
enforceable
and such
in
officer
or representative
of the
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Ciaim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
CAPIT
on
ORPORATON
for
as an
Issuer
Implementa
the other
Issuers
By
Date
Its
Michael President
S.
illiams
._... Date 2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certif
that
Entity name
of
company
and
trust partnership and
or other
virtue
form of entity of the
State
is
___________________
entity
organized
existing under
by
of the laws
of
type
is
state and
federal tax
that
it
and
its
tax
ID number
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _________________ title and
all
in
full
force
and
effect.
further
certif
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver any certif
written instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_________________________________
now
is
name
the title
further
and
is
now
the title
name
officers set forth
certif
that
the
herein
or any
one of them
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
the
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly and
certit
Execution
Warrant
Acceptance
legal
Effective binding
validly executed
on behalf
of the Entity and
constitutes
Dated
this
______
day of
200_
Signature of certifing be signed
officer
Must
not
by officer authorized
to
act
Title
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 1 of 46
VT022 948
CLAIM HOLDER SCHEDULE
The
Plan
Warrants
specified
below
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim Holder Don Adams
2155
W. Highway
89A
Suite
105
Sedona AZ 86336
Plan Allowed Plan Class
Claim
30000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-3
BIW-3
18 18
6000 1500 1500 1500 1500 1500 1500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-318
CSW-3l8
FNW-3 DBW-318
INW-318
VT VT VT VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
MKW-3
18
1500 1500 1500 1500 1500 1500
1.500
Services Services
Services
Inc.
Services Services
Inc. Inc.
VDW-318 ARW-318 CNW-318 DUW-318
FRW-318
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT VT VT
Japanese Korean Services
Inc.
GEW-318
HSW-318 ITW-318 JPW-318
1500 1500 1500 1500 1500
Services
Inc. Inc.
KOW-318
POW-318
Portuguese
Services
Warrant
and
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 2 of 46
VT022 949
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
14647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein
Warrant have the
in
A. September confirmed
Capitalized
17 2004 the Plan
by the United
States
Agreement
Court
for
or the
the
same meaning as defined in the warrant Second Joint Plan of Reorganization
of Arizona represents
related that to
agreement dated June
effective
22 2004
the
Bankruptcy
Disfrict
Case No.
00-1 3035-PI-IX-RTB and reviewed
the
the
Plan
of visitalk.com
Inc. the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Plan Warrant
to
Agreement
the Section
resfrictions
Implementation
Agreement
had
opportunity
ask questions regarding
the terms and
of these documents.
B.
Each
Issuer
is
required under
if
the Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized under
in the
the Plan
in
such
claimants
meet the terms of Section
5.9
Such Plan Warrants
defined
Plan and
governed
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Douglas
Eric
Kroll hereby
to
tenders
this
Execution Warrant
Corporation
to as
Acceptance
Issuer and
as
and Effective
the
is
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
Implementation
also
Agent
to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the Execution
attached
hereby
all
elects the
have
of
their 5.9
Book
form.
Finally
Agreement
accepts
terms of the Section
Implementation
Agreement.
D.
This undersigned the
part
represents
that
the Execution
this
Agreement
has been
duly has
authorized duly
by
all
necessary
action
on
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
been
executed
by
an
authorized
officer
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the also
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND VISITALK CAPITAL CORPORATION RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
CORPORATON
as
an
Issuer
Impleme
the other
Issuers
Signa
res
all
record
holders
should
sign
Date
2006
Date
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and
or other
virtue
form of entity
of the
State
is
___________________
entity
organized
existing under
by
of the laws
of
type
is
state
__________________________________ federal tax
that
and
its
tax
ID number
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ______________________ title
all
in
full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
certify
_______________________________
now
is
name
the
__________________________
title
that
and __________________________is
now
the
____________________________
title and
that
name
officers set forth
further
certify
the
herein
or
any
one of them
and
are
duly
authorized
by the Entity
and
to
execute
further
carry
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
and validly executed
on behalf
constitutes
Dated
this
______
day
of
200_.
_______________________________________________
Signature of
certifiing officer
Must
not
be signed
by officer authorized
to
act
Title
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 3 of 46
VT022 950
CLAIM HOLDER
The Warrants below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June
15 2006
no
later
and such agreement
than
been
of the Issuers
June
25
2006.
Claim Holder
Douglas 702
Eric Kroll
Pahamele HI
Way
Kailua
96734
Plan Allowed Plan Class
Claim
30000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-489
BIW-489
6.000 1.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-489
CSW-489 FNW-489
1500 1500
1.500
DBW-489
INW-489
1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 500 1500
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-489 VDW-489 ARW-489 CNW-489 DUW-489
FRW-489
GEW-489
HSW-489 ITW-489 JPW-489
KOW-489
POW-489
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 4 of 46
VT02295
EXECUTION WARRANT
Visitalk Capital 50th Corporation 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein have
the
in
A. September confirmed
Capitalized
17
2004 the Plan Warrant
States hic. the the
Agreement
Court
for
or
the
same meaning as defined in the warrant Second Joint Plan of Reorganization
of Arizona represents
related that to
agreement dated June
effective
22 2004
the
by the United
Bankruptcy
the
District
Case No.
00-
13035-PIreviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
arid
Agreement
Implementation
Agreement
had
opportunity
ask questions regarding
terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in the
under and
Plan
in
such
claimants with
meet
the
terms of Section
5.9
Such Plan Warrants
defined
Plan
governed
accordance
Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Fernando
Patricia
Pulido
hereby
to
tenders
this
Execution
Warrant
as
Acceptance
Issuer
is
and
as
Agreement
for
the Execution and
Agreement
issued
in
Visitalk
Capital
to
Corporation
Certificate
an
and
the
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed
Election Entry
Agreement
attached
hereby
all
have
of
their 5.9
Plan
Warrants
Book
form.
Finally the Execution
Agreement
accepts
the
terms
of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of
the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
such
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM
LDER
VISITALK
and
as
CAP
tion
RPORATON
Agent
for
as
an
Issuer
Em
the other
Issuers
hoTaeishou1d Date
sign
ByiichaeI
Its
Williams
_________
President
Date
_________
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
trust partnership
or other
virtue
form
of entity of the
State
is
___________________
entity
organized
and existing under
and by
of the laws
of
and
its
tax
type ID number
state
is
__________________________________ federal tax
that
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _______________________ title
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the
____________________________
title
that
and
____________________________is
now
the
_____________________________
title and
that
name
officers set forth
further
certify
the
herein
carry
out the terms
of the Execution
Warrant
any one of them are duly authorized by the Entity to execute Acceptance and Effective Delivery Agreement and certify further
or Delivery obligation
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
has been
duly
and validly executed
on behalf
constitutes
Dated
this
______
day
of
200_.
_____________________________________________
Signature of
certifying officer
Must
not
be signed
by officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 5 of 46
VT022 952
CLAIM HOLDER
below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
The
Plan
Warrants
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim
Holder
Patricia Pulido
Fernando 2841
E.
Cobre
Drive
Phoenix
AZ
85028
Plan Allowed Plan Class
Claim
35000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-582
BIW-582
7000
1.750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-582
CSW-582 FNW-582
1750 1750 1750 1750
1.750
DBW-582
INW-582
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT VT VT VT
Italian
MKW-582 VDW-582 ARW-582 CNW-582 DUW-582
FRW-582
1750 1750 1750
1.750
1750 1750 1750 1750 1750
1.750 1.750
GEW-582
HSW-582 ITW-582 JPW-582
Services
Inc. Inc.
Japanese Korean
Services
Services
Inc. Inc.
KOW-582
POW-582
Portuguese
Services
1750
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 6 of 46
VT022 953
EXECUTiON WARRANT
Visitalk
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
Capital
S.
Corporation 130
14647
50th
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
or
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
for the
District
of Arizona represents
related that
Case
No. 00-13035-PHX-RTB
and had reviewed
the
the
Plan
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Plan Warrant
to
Agreement
the
Implementation
Agreement
opportunity
ask questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in
under
Plan
in
such
claimants
meet the terms of Section
5.9
Such
Plan Warrants
defined
the Plan
and governed
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Jamileh Bagheri
hereby
to
tenders
Visitalk
this
Execution Warrant
Corporation
to as
Acceptance
an
and Effective
as the
is
the Execution
Agreement
Capital
Issuer and
Implementation
also
hereby
all
elects the
Agent for the other Issuers and unless an executed to have all of their Plan Warrants issued in Book
the
Election Entry
Certificate
Agreement
attached
form.
Finally the Execution
Agreement
accepts
terms of
Section
5.9
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
and
if
necessary
Execution person
is
Agreement
legal
its
has been
executed
by
an
authorized
or representative Execution
of the Undersigned
is
and such
in
officer
or representative
of the Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION ACKNOWLEDGE THAT THEY HAVE EXECUTED AND 5.9 IMPLEMENTATION AGREEMENT AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WiTH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
aturs Date
aFord holders
2006
should
sign
By
Its
Michael
President
I1
Date
CERTiFiCATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an
Entity Entity
hereby
certify
that
name
is
of
company
and
trust partnership and by
or other
virtue
form of entity
of the State
____________________
entity
organized
existing under
of the laws
of_________ state
type
is
and
its
tax
ID number
and
federal tax
that
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ______________________ title
all
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver
certify
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
_______________________________
now
is
name
--
the.
__________________________
title
and _________________________is
now
the title
name
officers set forth
further carry
certify
that
the
herein
or
any
one of them are duly authorized and Effective Agreement
of the
Entity.
by the Entity and
to
execute
further
and
that
out the terms of the Execution
Warrant
and and
Acceptance
Delivery obligation
Delivery has been
the Execution of the Entity
Warrant
Acceptance
legal
Effective binding
duly
certify Agreement and validly executed
on behalf
and constitutes
Dated
this
______
day of
200_. Signature of be
certifying officer
Must
not
signed
by officer authorized
to
act
Title
of certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 7 of 46
VT022 954
CLAIM HOLDER SCHEDULE
The
Plan
Warrants
specified
below
are only
valid
if
the specific
named Claim Holder named herein
and Effective
has Delivery received
or
proper assignee
has
executed
an Execution June
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
15 2006
no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
Jamileh Bagheri 995 Timberline Dr
Akron
OH
44333
Plan Allowed Plan Class
Claim
45000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc. Inc. Inc. Inc. Inc.
VCW-332
BIW-332
9000 2250 2250 2250 2250 2250
2.250
VT VT VT VT VT VT VT VT VT VT VT VT VT VT VT VT VT
Billing
Services
Business Products
BUW-332
CSW-332 FNW-332
Consumer Services
Financial
Services
Dynamic Biometric Systems
International Corp.
DBW-332
1NW-332
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Services
Inc. Inc. Inc. Inc.
MKW-332 VDW-332 ARW-332 CNW-332 DUW-332
FRW-332
2250 2250
2.250
2250
2.250 2.250
German
Hispanos
Italian
GEW-332
HSW-332 ITW-3 32 JPW-332
2250 2250
2.250
Services
Inc.
Services
Japanese Korean
Services Services
Inc.
2250
2.250 2.250
Inc. Inc.
KOW-332
POW-332
Portuguese
Services
Warrant Warrant
and
Unit
consists Warrant.
of consist
of
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
one
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 8 of 46
VT022 955
EXECUTION WARRANT ACCEPTANCE
Visitalk Capital 50th Corporation 130
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Pian Warrant
States
A. September confirmed
Capitalized
have
the
same meaning
the
as
defined Plan
in
the warrant
agreement dated June
effective
17 2004
by
the
Agreemenf
Court
for
or in
Second
Joint
of Reorganization
to
22 2004
the
United
Bankruptcy
the
District
of Arizona represents
related that
Case
No.
00-13035-PIand had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Agreement
the
Implementation documents.
Agreement
opportunity
ask questions regarding
the terms and
restrictions
of these
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in the
under
the Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such Plan Warrants
defmed
Plan
and governed
accordance
Plan
Agreement.
C. and
The
Effective
Undersigned
Delivery
JDK.com
Investment Partners
hereby
to
tenders
this
Execution
Warrant
as
Acceptance
Issuer and
is
Agreement
for to
the Execution and
Plan
5.9
Agreement
Warrants
Visitalk
Capital
to
Corporation
Certificate
an
as
the Implementation attached
also
Agent
elects the
the other Issuers have of
all
unless an executed issued
in
Election
Agreement
the
hereby
all
of
their
Book
Entry
form.
Finally
Execution
Agreement
accepts
terms
the
Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
has
been duly executed
by
an
authorized
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
as
also sign
the
Election
to Certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
Exhibit
along
check
for the certificate
issue fee as
forth
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
aim Holder Accepted and
Agreed
Issuer
Acceptance
AIM HOLD
VISITALK
and as
CAPITAL
RATON
as
an
Issuer
Issuers
ig
at4s Il i..
record
holders
should
sign
By
Its
MicIael
President
S.
illiams
2006
Date
______
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by
hereby
certify
that
name
is
of
company
and
trust partnership
or other
virtue
form of entity
EntI
an
Entity
/\.1Sh\
entity
its
organized
existing under ..
and by
of the laws
of the
State
of_________ state
and
tax
type ID number
_.
and
it
is
is
currently
in
good
standing
and
its
charter
federal
in full
tax
that
ID or SS
the _____________________________ title and/or the ______________________ title and
all
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
deliver any
certify
written
instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_______________________________
now
is
name
ihe title further carry
certify that
and
is
now
the title
name
officers set forth
the
herein
or any
one of them
are
duly
authorized
by the Entity
and
to
execute
further
and
that
out the terms
of the Execution
Warrant and
Acceptance
Delivery obligation
and Effecti
Deliveiy been
Agreement
duty an
certify
the Execution of the Entity
Warrant
Acceptance
legal
Effective
and
constitutes
and binding
Agreeme9flas of the EnitA
validly
executed
on
behalf
Dated
this
day
of
JL.L
i\
200O
_____________________________________________
Signare
of
certifying
officer
igy
Title
officer
authorized
to
act
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 9 of 46
VT022 956
CLAIM HOLDER
The Warrants below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified
are only
valid
if
the specific
or
proper
assignee
has
executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June
15 2006
no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
JDK.corn
Joel
Investment Partners
D. Keyser San Vincente Blvd
11661 Los
609
Angeles
CA 90049
Claim
268000.00
Plan Allowed Plan Class
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc.
VCW-465
BIW-465
53600 13400 13400 13400 13400 13400
13.400
VT
Billing
Services
VT Business Products Inc. VT Consumer Services Inc.
BUW-465
CSW-465 FNW-465
Inc.
VT
VT VT VT
Financial
Services
Inc.
Dynamic
Biometric
Systems
DBW-465
INW-465
International
Corp.
Marketing Video Arabic Chinese Dutch
Services
Inc. Inc.
Inc.
Services Services
VT
VT VT
Services
Inc.
Services
Inc.
MKW-465 VDW-465 ARW-465 CNW-465 DUW-465
FRW-465 GEW-465 HSW-465 ITW-465 JPW-465
13400 13400 13400 13400 13400 13400 13400
13.400
VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT VT
Italian
Services
Inc. Inc.
13400 13400 13400 13400
Japanese Korean
Services Services
VT
VT
Inc. Inc.
KOW-465
POW-465
Portuguese
Services
Warrant
and one
Unit
consists
of
consist
of
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 10 of 46
VT022 957
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
14647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein
Warrant have the
A. September confirmed
Capitalized
same meaning Second
Joint
as
defined Plan
in
the warrant agreement dated June
effective
172004 the Plan
by the United
States
Agreement
Court
or
in the
of Reorganization
to
222004
Bankruptcy
for the
District
of Arizona represents
related that
Case No.
00-13035-PHX-RTB
and had reviewed
the
the
Plan
ofvisitalk.com
Inc.
Visitalk. Plan
and
the
The Undersigned
Section
5.9
they have
received and have
Plan Warrant
to
Agreement
the
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms
restrictions
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in
under
the Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan and
governed
in
accordance
Plan
Agreement.
C.
The Undersigned and Effective
Jeffrey
Alan
Nancy
Oliver
LeSourd
hereby
tenders
to
this
Execution
Capital
to
Warrant
as
Agreement Delivery Agreement Acceptance and as the Implementation Issuer Agent for the other Issuers and unless an executed
Agreement
Execution
is
the Execution
Visitalk
Corporation
Certificate
an
Election
in
attached
also
hereby
all
elects
to
have
all
of
their 5.9
Plan
Warrants
issued
Book
Entry
form.
Finally
the
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
has
been
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the Plan Warrant
also sign
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
and
return with
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
CAPITAL
TON
as
an
Issuer
4c/
Signaiures
and
as
ll record
holders
should
sign
By
Its
Michael President
Date
-B
2006
Date
CERTIFICATE OF AUTHORIZATION
to
be
completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and by
or other
virtue
form of entity of the
State
is
___________________
entity
organized
existing under
of the laws
of
type
is
state
__________________________________ federal tax
that
and
its
tax
ID number
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _______________________ title
all
in
full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver
certify
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
_______________________________
now
is
name
the title
further certify that
iii-l
is
now
the title
name
officers set forth
the
herein
or any
one of them
and
are
duly
authorized
by the Entity
and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly and
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
Agreement
of the
Entity.
validly
executed
on behalf
constitutes
and binding
Dated
this
______
day
of
200_.
___________________________________________
Signature of certifying signed
officer
Must
not be
by officer
authorized
to
act
Title
of certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 11 of 46
VT022 958
CLAIM HOLDER
The Warrants below
an
to
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received
Plan
specified executed
are only
valid
if
the specific
or
proper
assignee
has
Execution
Warrant
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
and such agreement
than
been
of the Issuers
June 25 2006.
Claim
Jeffrey
Holder
Alan Lincoln
Nancy Road
20132
Oliver
LeSourd
18456
Purcellville
VA
Plan Allowed Plan Class
Claim
40000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-506
BIW-506
8000 2000 2000 2000 2000
2.000 2.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-506
CSW-506 FNW-506
DBW-506
INW-506
VT VT VT VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Inc. Inc.
MKW-506 VDW-506 ARW-506 CNW-506 DUW-506
FRW-506
2000 2000 2000 2000 2000 2000 2000 2000 2000 2000 2000 2000
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
GEW-506
HSW-506 ITW-506 JPW-506
KOW-506
POW-506
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 12 of 46
VT022 959
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite
AGREEMENT
14647 Phoenix
30
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein
Warrant have the
in
A. September confirmed
Capitalized
172004 the Plan
by
the
Agreement
Court
for
or
the
same meaning as defined in the warrant agreement Second Joint Plan of Reorganization dated June of Arizona
represents
related that to
effective
United
States Inc.
Bankruptcy
the
District
Case No.
00-1 303 and had
222004 5-PHX-RTB
the
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
The Undersigned
5.9
they have
received and have
reviewed
Agreement
the
the Section
restrictions
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms and
of these
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in
under and
the Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
Such Plan Warrants
defined
the Plan
governed
in
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Jerome
H. Lyons hereby
tenders Visitalk
this
Execution
Warrant
as
Acceptance
an Issuer
and
Effective
the Execution
for
Agreement
Issuers Plan
to
Capital
Corporation
to
and as the
is
Implementation
also
Agent
elects to
the other
all
and
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
has
been
executed
by an
authorized
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along with
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE U1IDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION AND REVIEWED 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND VISITALK CAPITAL CORPORATION RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
CO
gen
as
an
Issuer
Implementatio
the other
Issuers
Dat
Ses aI
re
rd
ho
rs
should
sign
By
Its
Michael
President
S.
Williams
2006
Date
//
2006
CERTIFICATE OF AUTHORIZATION
to
be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
__________________________________________________________________________
Entity
of the
State
is
___________________
entity
of company trust partnership and organized existing under and by
name
or other
virtue
form of entity of_________ state
of the laws
type
is
and
its
tax
ID number
________________________________ tax ID or SS federal
further
certify that
and
it
is
currently
in
good
standing
and
its
charter
in full
force
and
effect.
the _____________________________ title
and/or
the ______________________ title
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver any
certify
and
all
written
instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_____________________________
now
is
name
the
___________________________
title
and ___________________________is
now
the
____________________________
title
name
officers set forth
further carry
certify
that
the
herein
or
any one of them
and
are
duly
authorized
by the Entity and
to
execute
further
and
that
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
Effective
Delivery has
Agreement
certify
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
been duly
and validly executed
on behalf
constitutes
Dated
this
______
day of
200_.
_____________________________________________
Signature of
certifying officer
Must
not be
signed
by officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 13 of 46
VT022 960
CLAIM HOLDER SCHEDULE
The Plan Warrants
proper
specified
below
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
assignee
has
executed
an Execution
to
Warrant
Acceptance
Agreement by Visitalk
Capital
Execution
Agreement
prior
June 15 2006 no
later
and such agreement
than
been
Corporation as the agent
of the Issuers
June
25
2006.
Claim Holder
Jerome 7855
H.
Lyons
East
Boulevard
North Bergen NJ 07047
Plan Allowed Plan Class
Claim
25000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-522
BIW-522
5000 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-522
CSW-522 FNW-522
DBW-522
INW-522
VT VT VT VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Inc. Inc.
MKW-522 VDW-522 ARW-522 CNW-522 DUW-522
FRW-522
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
GEW-522
HSW-522 ITW-522 JPW-522
KOW-522
POW-522
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Wanant
one
Wanant
one
Wanant
Wanant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 14 of 46
VT02296
EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan Warrant
States Inc. the
A. September confirmed
Capitalized
have
the
in
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
for
or
the
Second
Joint
Plan of Reorganization
related that to
22 2004
by the United
Bankruptcy
Disfrict
of Arizona represents
Case
No.
00-13035-PHIX-RTB
and had reviewed
the the
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the Section
resfrictions
Implementation
Agreement
opportunity
ask questions regardthg the terms and
of these documents.
B.
Each
Issuer the
is
required
if
under
the Plan
to
issue
certain
warrants
categorized
fri
imder and
Plan
such
claimants with
meet the terms of Section
the
5.9
the Plan Warrants to various claimants of the Plan. Such Plan Warrants are defmed
the Plan
governed
in
accordance
Plan Warrant
Agreement.
C.
The Undersigned Acceptance
as
Joseph
Effective and
as
Matthew and
Delivery
Shannon
Marie
ODonnell
hereby
tenders
to
this
Execution
Warrant
and
Agreement
the Execution
for
all
Agreement
and
Plan Warrants
Visitalk
Capital Election Entry form.
to
Corporation
Certificate
an
Issuer
is
the Implementation
also
Agent
to
the other Issuers of
their 5.9
unless an issued
executed
in
Agreement
the
attached
hereby
all
elects
have
the
Book
Finally
Execution
Agreement
accepts
the
terms
of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been
duly
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary and
in
Execution person
is
Agreement
legal
its
has
been duly
executed
by an authorized Undersigned
or representative Execution
Undersigned
enforceable
such
officer
or representative
of the
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
9 w3
Signatii$es.
___________________
should
all
record
holders
sign
By
Its
Michael President
S-Wil1iam Date __________ 2006
Date
Cc
13/
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
_________________________________________________________________________
Entity
of the
State
name
is
of
company
and
trust partnership
or other form
virtue
of entity of
____________________
entity
organized
existing under
and by
of the laws
and
its
tax
type ID number
state
is
_________________________________ tax ID or SS federal
ftirther certify that
and
it
is
currently
in
good
standing
and
its
charter
in full
force
and
effect.
the ______________________________ title
and/or
the _______________________ title
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the ______________________________ title
further certify that
and _____________________________is
now
the
_______________________________ title and
that
name
officers set forth
the
herein
the terms carry out the Execution of the Entity
of the Execution
Warrant
and
any one of them are duly authorized by the Entity to execute Acceptance and Effective Delivery Agreement and certify further
or Delivery obligation
Warrant and
Acceptance
legal
Effective
Agreement
of the
Entity.
has
been
duly and
validly
executed
on behalf
constitutes
and binding
Dated
this
______
day of
200_.
_____________________________________________
Signature of
certifying officer
Must
not
be signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 15 of 46
VT022 962
CLAIM HOLDER
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
The
Plan
Warrants
specified executed
below
an
to
are only
valid
if
the specific
or
proper
assignee
has
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June 25 2006.
been
of the Issuers no
Claim Holder
Joseph Matthew 10655 N.
26th St
and
Shannon
Marie ODonnell
Phoenix
AZ
85028
Plan Allowed Plan Class
Claim
1000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-560
BIW-560
200 50 50 50 50
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-560
CSW-560 FNW-560
DBW-560
INW-560
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc.
__2
50 50
MKW-560 VDW-560 ARW-560 CNW-560 DUW-560
FRW-560
__1
50 50
GEW-560
HSW-560 ITW-560 JPW-560
50
VT
VT
Hispanos
Italian
Services
Inc.
Inc.
Services
VT
VT VT
Japanese Services Korean Services
Inc. Inc. Inc.
KOW-560
POW-560
Portuguese
Services
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 16 of 46
VT022 963
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan Warrant
States
A. September confirmed
Capitalized
have
or
the
same meaning Second
Joint
as
defined Plan
in
the warrant
agreement dated June
effective
17 2004
Agreement
Court
for
in the
of Reorganization
to
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No. 00-1303
received and have and had
22 2004 5-PHX-RTB
the
the
Plan
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
reviewed
Plan Warrant
to
Agreement
the
Implementation
Agreement
the opportunity
ask questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer
is
required under
if
the
Plan
to
issue the
certain
warrants
Section
the Plan Warrants
of the
Plan.
to
various Warrants
claimants
are
categorized
in
under
the Plan
in
such
claimants
meet
terms of
5.9
Such
Plan
defined
the Plan and
governed
accordance
with the Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Joshua
Gregg
Berkowitz
hereby
to
tenders
this
Execution
Warrant
as
Acceptance
an Issuer
is
and
Agreement
for
the Execution and
Agreement
unless an issued
in
Visitalk
Capital
to
Corporation
Certificate
and
as
the
Implementation
also
Agent
elects to
the other Issuers
all
executed
Election Entry
Agreement
the
attached
hereby
all
have
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the terms
of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
such
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the also sign
Plan Warrant and
along return
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
with
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS. _____
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
Impk
Date
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and by
or other
virtue
form of entity
of the
State
is
____________________
entity
organized
existing under
of the laws
of_________ state
type
is
and
its
tax
ID number
and
federal tax
that
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _______ title and/or the title
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_______________________________
now
is
name
the title
further certify that
and
is
now
the title
name
officers set forth
the
herein
or any
one of them
and
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant and
and
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant
and
Acceptance
legal
Effective binding
Agreement
of the
Entity.
and validly executed
on behalf
constitutes
Dated
this
______
day of
200_.
_______________________________________________
Signature of be
certifying officer
Must
not
signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 17 of 46
VT022 964
CLAIM HOLDER
The
Plan
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Warrants
specified
below
are only
valid
if
the specific
or
proper
assignee
has executed
an Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Agreement
prior to
June 15 2006 no
later
such agreement June
been
Corporation as the agent
of the Issuers
25
2006.
Claim
Holder
Berkowitz
Street
Joshua Gregg 254
East 68th
Apt 3A
New
York.
NY
1002
PlanAllowedClaim
Plan Class
15000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-344
BIW-344
3000
750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-344
CSW-344 FNW-344
DBW-344
INW-344
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc.
VTPortuguese Services
Inc.
MKW-344 VDW-344 ARW-344 CNW-344 DUW-344
FRW-344
GEW-344
HSW-344 ITW-344 JPW-344
KOW-344
POW-344
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Wanant
one
Wanant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 18 of 46
VT022 965
EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan
States
A. September confirmed
Capitalized
have
or
the in
same meaning
the
as
defmed
in the
warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
for
Second
Joint
Plan of Reorganization
related that to
222004
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-I
3035-PHX-RTB
reviewed
the the
the
Plan
of visitalk.com
hc.
the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received
and had
Plan Warrant
to
Agreement
Implementation
Agreement
and have
opportunity
ask questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in the
under
Plan
such
claimants with
meet
the
terms of Section
5.9
Such Plan Warrants
defined
Plan and
governed
in
accordance
Plan Warrant
Agreement.
C.
The Undersigned Agreement
Kathleen A. Leonard hereby
tenders
this
Execution Warrant
Corporation
to as
Acceptance
as
and the
is
Effective
Delivery
the Execution
for
Agreement
and
Plan Warrants
to
Visitalk
Capital
an
Issuer and
Implementation
also
Agent
to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
elects the
have
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
terms of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been duly authorized
has been duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
executed
by
an
authorized
or representative Execution
Undersigned
is
such
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the also
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
sign
the
Election
for the
to
Certificate
Agreement
fee
attached forth
the
Pan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND
VISITALK CAPITAL CORPORATION RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted
and
Agreed
Issuer
Acceptance
CLA
HOLDER
VISITALK
and
as
CAPITAL
as
an
Issuer
Impi
Signatures
all
record
holdshould
sign
Its
Date
_________
President
Date
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
trust partnership and
or other
virtue
form
of entity of the
State
is
___________________
entity
organized
and existing under
by
of the laws
of_________ state
type
is
and
its
tax
ID number
and
federal tax
that
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _________________ title
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any
certify
and
all
written
instruments
necessary
or
proper
the authority hereby
conferred.
that
_________________________________
now
is
name
the title
further certify that
and
is
now
the title
name
officers set forth
the
herein
or
any
one of them
and
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant and
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
Agreement
of the
Entity.
and validly executed
on behalf
constitutes
and binding
Dated
this
______
day of
200_. Signature of
certifying officer
Must
not
be signed
by officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 19 of 46
VT022 966
CLAIM HOLDER SCHEDULE
The Warrants below
an
to
Plan
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim
Holder
Kathleen A. Leonard Kathleen A. Leonard 560
St..
Washington
SW N-814 DC 20024
Claim
10000.00
Plan Allowed Plan Class
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-504
BIW-504
2000
500 500 500 500 500 500 500 500 500 500 500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-504
CSW-504 FNW-504
DBW-504
INW-504
VT VT
International
Corp.
Marketing
Services
Inc.
VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-504 VDW-504 ARW-504 CNW-504 DUW-504
FRW-504
GEW-504
HSW-504 ITW-504 JPW-504
500 500 500 500 500 500
KOW-504
POW-504
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-18
Filed 07/25/2007
Page 20 of 46
VT022 967
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
5.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the
same meaning Second
Joint
as
defmed
Plan
in
the warrant
agreement dated June
effective
17
2004
Agreement
Court
or
in the
of Reorganization
to
22 2004
by the United
Bankruptcy
for the
District
of Arizona represents
related that
Case No.
00-13035-PHIX-RTB
and had reviewed
the the
the
Plan
to
of visitalk.com Warrant
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Agreement
Implementation documents.
Agreement
opportunity
ask questions regarding
terms and
restrictions
of these
B.
Each
Issuer
is
required under
if
the Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized under
ii
the Plan
in
such
claimants with
meet
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan
and
governed
accordance
the Plan
Agreement.
C.
The
Undersigned
and Effective
Kent
Delivery
Brockelman Agreement Agent
elects for to
and
Rosemarie
Christofolo hereby
tenders
this
Execution
Corporation
Certificate
Warrant as an
Acceptance
Issuer and
as
the Execution
Issuers of
their 5.9
Agreement
Warrants
to
Visitalk
Capital
to
the Implementation
is
the other have
the
all
and
Plan
unless an executed issued
in
Election
Agreement
Execution
attached
also
hereby
all
Book
Entry
form.
Finally
the
Agreement accepts
the terms of
Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
Execution person
is
has been
duly
authorized duly
by
all
necessary by an
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary
Agreement
legal
its
has been
executed
authorized
or representative Execution
Undersigned
enforceable
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
accordance
with
terms.
E.
If
physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED
Free Other Notice - District Court of Arizona - Arizona
| File Size: | 2,744.3 kB |
| Pages: | 46 |
| Date: | July 24, 2007 |
| File Format: | |
| State: | Arizona |
| Category: | District Court of Arizona |
| Author: | unknown |
| Word Count: | 9,524 Words, 65,537 Characters |
| Page Size: | 611 x 1021 pts |
| URL |
https://www.findforms.com/pdf_files/azd/24156/385-18.pdf |
| Download Other Notice - District Court of Arizona ( 2,744.3 kB) |
Preview Other Notice - District Court of Arizona
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